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Need to Change Your Company's Registered Office Address?
File INC-22/INC-23 with MCA through expert professional assistance. Within city to inter-state, all types of registered office changes covered. Starting at ₹2,999 with government fees at actuals.
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Here's How It Works
01
Fill the Form
Simply fill the above form to get started.
02
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Our team will connect with you and explain the next compliance steps.
03
Change Registered Office Address Online
Get end-to-end professional assistance with registered office change, from resolution drafting to MCA filing and ROC approval.
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Registered Office Change Package 2026
From ₹2,999 IncorpX professional fee for assistance
Timeline depends on the application type and authority review
Application support Professional assistance
Form INC-22 Filing on MCA V3 Portal
Board Resolution / Special Resolution Drafting
Expert Professional Certification
DSC-Based Filing & Submission
Address Proof & NOC Verification
MGT-14 Filing (Inter-City Package)
INC-23 Filing (Inter-State Package)
ROC Follow-Up & Approval Tracking
Updated Certificate of Incorporation
Post-Change Compliance Guidance
*Listed amounts are IncorpX professional charges for end-to-end assistance. Government / statutory fees are charged separately at actuals.
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Package includes first-year compliance services: auditor appointment, annual filings, and related obligations.
A registered office address change is the statutory process of updating a company's official address with the Registrar of Companies by filing Form INC-22 under Section 12 of the Companies Act, 2013. Every company incorporated in India must file this form within 15 to 30 days of relocating its registered office.
4 types of change: Within city (3 to 5 days), inter-city same ROC (15 to 30 days), inter-ROC (30 to 60 days), inter-state (90 to 180 days)
Key forms: INC-22 (all changes), INC-23 (inter-ROC and inter-state), MGT-14 (when special resolution passed)
Government fee: ₹200 to ₹5,000 for INC-22 and MGT-14 (based on authorised capital), ₹5,000 flat for INC-23
Total cost starts at: ₹3,199 (within city) to ₹25,999 (inter-state, professional fee + government fees at actuals)
Penalty for late filing: ₹1,000 per day under Section 12(8), capped at ₹1 lakh per form
Post-change compliance: Update GST within 15 days, PAN/TAN, PF/ESI, bank records, and name board
Every company incorporated under the Companies Act, 2013 must maintain a registered office from the date of incorporation under Section 12(1). When a company relocates, it must file Form INC-22 on the MCA V3 portal to notify the Registrar. The process varies based on 4 scenarios: within the same city (board resolution + INC-22), between cities in the same state and ROC (special resolution + INC-22 + MGT-14), between ROC jurisdictions within the same state (INC-23 + Regional Director approval), and between states (MoA amendment + newspaper notice + creditor consent). Government fee starts at ₹200 for companies with authorised capital up to ₹1 lakh. Section 12(3)(a) requires a name board at the registered office displaying the company name, CIN, address, email, and phone. Failure to file attracts ₹1,000 per day penalty under Section 12(8), capped at ₹1 lakh.
3 to 5 days (within city) to 90 to 180 days (inter-state)
Government Fee
₹200 to ₹5,000 (INC-22, based on authorised capital)
Professional Fee
Starting at ₹2,999 (IncorpX)
Types of Registered Office Change
The compliance requirements and timeline depend on where you are moving the registered office. India recognises 4 distinct types of office address changes, each with different forms, approvals, and costs:
Type of Change
Governing Section
Forms Required
Approval Authority
Timeline
Estimated Total Cost
Within Same City (Same ROC)
Section 12(5)
INC-22 only
Board + ROC
3 to 5 days
₹3,199 to ₹7,999
Between Cities (Same State, Same ROC)
Section 12(5)
INC-22 + MGT-14
Board + Shareholders + ROC
15 to 30 days
₹5,199 to ₹12,999
Between ROC Jurisdictions (Same State)
Section 12(5)
INC-23 + MGT-14 + INC-22
Board + Shareholders + Regional Director + ROC
30 to 60 days
₹7,999 to ₹15,999
Between States (Inter-State)
Section 13(4)
INC-23 + MGT-14 + INC-22
All + MoA Amendment + Newspaper Notice
90 to 180 days
₹15,999 to ₹25,999
Most states have a single ROC, but these states have multiple ROC offices: Maharashtra (ROC Mumbai + ROC Pune), Tamil Nadu (ROC Chennai + ROC Coimbatore), Karnataka (ROC Bangalore + ROC Hubli-Dharwad). Moving from Mumbai to Pune requires INC-23 (Regional Director approval) even though both cities are in Maharashtra, because they fall under different ROCs. Check your company's ROC on the MCA Master Data page using your CIN.
Companies moving from one city to another within the same state often assume only INC-22 is needed. If the two cities fall under different ROC jurisdictions, Form INC-23 and Regional Director approval are mandatory, adding 30 to 60 days and ₹5,000 in government fees. Always verify your ROC jurisdiction before planning the timeline.
Benefits of Changing Registered Office with IncorpX
IncorpX provides end-to-end registered office change assistance with dedicated business professionals assisting with every step of the MCA filing process:
1. Starting at ₹2,999
Our within-city package starts at ₹2,999, among the most competitive in the market compared to ₹4,299 (EbizFiling). Government fees from ₹200 charged separately for full transparency.
2. 3 to 5 Day Processing
Within-city office changes processed in 3 to 5 working days from document submission. Dedicated filing team ensures no delays at the MCA portal end.
3. Expert Certification
Every INC-22 filing requires certification by a qualified professional or Expert. Our in-house professionals certify your form, reducing rejection risk to zero.
4. All 4 Scenarios Covered
From a simple within-city move to a complex inter-state relocation with MoA amendment, our tiered packages cover all 4 types of registered office changes.
5. End-to-End Support
We assist with resolution drafting, document preparation, MCA portal filing, fee payment, DSC management, and ROC follow-up. You only provide the address proof and NOC.
6. Post-Change Compliance Included
We guide you through GST amendment, PAN/TAN update, and bank notification after the office change is approved. No hidden steps left for you to handle.
7. 4,000+ Office Changes Done
Trusted by 4,000+ companies across India for registered office changes. Our experience means fewer rejections and faster approvals at every ROC.
8. 100% Online Process
Entire filing done online on the MCA V3 portal. No physical visits needed. Track your application status in real-time through your dedicated manager.
Documents Required for Registered Office Change
The documents required depend on which type of office change applies to your company. Here is a scenario-wise document matrix:
Document
Within City
Inter-City (Same ROC)
Inter-ROC
Inter-State
Board Resolution
Required
Required
Required
Required
Special Resolution (75% majority)
Not Required
Required
Required
Required
Utility Bill (not older than 2 months)
Required
Required
Required
Required
NOC from Landlord (if rented)
Required
Required
Required
Required
Rent Agreement / Ownership Proof
Required
Required
Required
Required
Office Photo with Name Board + Director
Required
Required
Required
Required
DSC of Authorised Director
Required
Required
Required
Required
qualified professional Certificate
Required
Required
Required
Required
Amended MoA
Not Required
Not Required
Not Required
Required
Newspaper Notice (English + Vernacular)
Not Required
Not Required
Not Required
Required
Creditor Consent Letters
Not Required
Not Required
Not Required
Required
The utility bill must not be older than 2 months from the date of INC-22 filing. Accepted proofs: electricity bill, telephone bill, or gas bill. The office photograph must show the name board with company name, CIN, address, email, and phone, with a director present and geolocation metadata. All attachments must be in PDF format within MCA file size limits.
Need a Digital Signature Certificate for the authorised director? IncorpX can arrange a Class 3 DSC (₹1,500 to ₹2,000, valid for 2 years) as part of your office change package.
Based on our experience processing 4,000+ office changes, the top 3 reasons for INC-22 rejection are: (1) utility bill older than 2 months, (2) name board photograph without geolocation data, and (3) NOC not matching the exact address in the form. Our team verifies every document before filing to prevent rejections.
Step-by-Step Process to Change Registered Office Address
The registered office change process involves 7 steps, takes 3 to 180 days depending on the scenario, and costs a minimum of ₹3,199 total. For a detailed portal walkthrough, read our step-by-step MCA process guide. Here is the complete process:
Step 1: Pass Board Resolution or Special Resolution
For within-city change, pass a board resolution at a board meeting. For inter-city, inter-ROC, or inter-state change, pass a special resolution with 75% shareholder majority at an EGM or AGM. Record minutes and maintain in statutory registers. The 21-day notice period for EGM applies under Section 101 of the Companies Act, 2013.
Time: 1 to 2 days (board resolution) | 21+ days (special resolution with EGM notice)
Step 2: Arrange New Office Address Proof and NOC
Obtain a utility bill (not older than 2 months) for the new address. Get a No Objection Certificate from the landlord if the premises is rented. Prepare the rent agreement or ownership proof. Take a photograph of the office showing the name board with CIN, address, email, and phone. A director must be present in the photograph with geolocation data.
Time: 1 to 3 days
Step 3: File INC-22 on MCA V3 Portal
Log in to www.mca.gov.in V3 portal. Fill Form INC-22 with new address details, attach all documents, get professional certification, and affix director DSC. Pay government fee (₹200 to ₹5,000 based on authorised capital). Submit within 15 days of the resolution for within-city or 30 days for inter-city change.
Portal: www.mca.gov.in | Form: INC-22 | Fee: ₹200 to ₹5,000 | Time: 1 to 2 days
Step 4: File MGT-14 for Special Resolution (If Applicable)
If a special resolution was passed (inter-city, inter-ROC, or inter-state), file Form MGT-14 with the ROC within 30 days of passing the resolution. Attach the special resolution, explanatory statement, and board report. Government fee is ₹200 to ₹5,000 based on authorised capital.
Portal: www.mca.gov.in | Form: MGT-14 | Fee: ₹200 to ₹5,000 | Time: 1 to 2 days
Step 5: File INC-23 for Regional Director Approval (If Applicable)
For inter-ROC or inter-state change, file Form INC-23 with the Regional Director. Attach the special resolution, newspaper advertisement (English + vernacular for inter-state), creditor consent, and altered MoA (inter-state only). Government fee is ₹5,000. Processing takes 30 to 60 days for inter-ROC and 90 to 180 days for inter-state.
Portal: www.mca.gov.in | Form: INC-23 | Fee: ₹5,000 | Time: 30 to 180 days
Step 6: Receive ROC Approval and Updated MCA Records
ROC processes INC-22 and updates the Master Data on the MCA portal. For INC-23 cases, the Regional Director issues an order, after which INC-22 is filed with the new ROC. Download the updated Certificate of Incorporation reflecting the new address. The updated address reflects on MCA Master Data within 2 to 5 working days of approval.
Time: 2 to 5 days after approval
Step 7: Complete Post-Change Compliance Updates
Update the registered office address with GST (file amendment within 15 days), PAN/TAN (file correction), banks, PF/ESI authorities, and all statutory registrations. Update letterheads, signboards, and stationery. If moving to a different state, apply for fresh GST registration in the new state.
Time: 15 to 30 days
A Pvt Ltd company with ₹1 lakh authorised capital relocated from Mumbai to Pune. Since Mumbai falls under ROC Mumbai and Pune under ROC Pune, this qualified as an inter-ROC change rather than a simple inter-city move. Required filings: special resolution, MGT-14 (₹200 government fee), INC-23 with Regional Director (₹5,000 government fee), and INC-22 with the new ROC (₹200 government fee). IncorpX completed the entire process in 45 working days at a total cost of ₹13,399 (₹7,999 professional fee + ₹5,400 government fees). The client originally assumed only INC-22 was needed and budgeted 5 days; our team identified the inter-ROC requirement during the initial review, preventing deadline penalties and filing errors.
Filing INC-22 after the 15-day deadline attracts ₹1,000 per day penalty under Section 12(8). Calculate your deadline from the date of the board resolution, not the date of physical relocation. Companies that relocate first and file later often face avoidable penalties of ₹15,000 to ₹30,000.
Expert team assists with everything. 3 to 5 day processing for within-city changes.
Registered Office Change Cost in 2026
The total cost of changing your registered office depends on which type of change applies. Here is a detailed cost breakdown by scenario:
Cost Component
Within City
Same State/Same ROC
Different ROC
Inter-State
Government Fee (INC-22)
₹200 to ₹5,000
₹200 to ₹5,000
₹200 to ₹5,000
₹200 to ₹5,000
Government Fee (INC-23)
N/A
N/A
₹5,000
₹5,000
Government Fee (MGT-14)
N/A
₹200 to ₹5,000
₹200 to ₹5,000
₹200 to ₹5,000
DSC (if renewal needed)
₹1,500 to ₹2,000
₹1,500 to ₹2,000
₹1,500 to ₹2,000
₹1,500 to ₹2,000
Newspaper Notice
N/A
N/A
N/A
₹3,000 to ₹8,000
Stamp Duty on MoA
N/A
N/A
N/A
State-dependent
IncorpX Professional Fee
₹2,999
₹4,999
₹7,999+
₹14,999 to ₹19,999
Total Estimated Range
₹3,199 to ₹7,999
₹5,199 to ₹12,999
₹7,999 to ₹15,999
₹15,999 to ₹25,999
Government Fee Slab for INC-22 and MGT-14 (based on authorised capital):
Authorised Capital
INC-22 Fee
MGT-14 Fee
Up to ₹1 lakh
₹200
₹200
₹1 to ₹5 lakh
₹300
₹300
₹5 to ₹25 lakh
₹500
₹500
₹25 lakh to ₹1 crore
₹2,000
₹2,000
₹1 to ₹10 crore
₹5,000
₹5,000
Listed amounts are IncorpX professional charges for end-to-end filing assistance. Government and statutory fees (INC-22, INC-23, MGT-14, stamp duty) are charged separately at actuals and paid directly to MCA during portal filing. IncorpX professional fee covers resolution drafting, form preparation, Expert certification, DSC-based filing, and ROC follow-up. No hidden charges. Most private limited companies with ₹1 lakh authorised capital pay just ₹200 as INC-22 government fee.
Not sure which type applies? Our experts will assess your case and provide an exact cost estimate.
Penalties for Late Filing of INC-22/INC-23
Filing deadlines for registered office change are strict, and penalties accumulate daily. Here is the penalty structure under the Companies Act, 2013:
Form
Filing Deadline
Penalty for Late Filing
Maximum Penalty
INC-22 (within city)
15 days from board resolution
₹1,000/day (company + each officer)
₹1 lakh
INC-22 (inter-city)
30 days from special resolution
₹1,000/day (company + each officer)
₹1 lakh
MGT-14
30 days from special resolution
₹1,000/day (company + each officer)
₹1 lakh
INC-23
As prescribed by Regional Director
Rejection of application
N/A
Under Section 12(8) and Section 12(9) of the Companies Act, 2013, the penalty applies to the company and every officer in default. Under Section 450, continued non-compliance after a penalty order attracts additional penalties. Persistent default can lead to strike-off proceedings under Section 248.
The penalty period starts from the date of the board resolution, not the date of physical relocation. Companies often miscalculate and face avoidable penalties. A 15-day delay costs ₹15,000 in penalties alone. A 30-day delay costs ₹30,000. File on time.
IncorpX ensures timely filing with zero late-fee risk. Starting at ₹2,999.
Post-Change Compliance Checklist
After the ROC approves your office change, you must update the new address across all statutory registrations. Missing these updates can result in penalties and compliance issues:
Update GST registration first because it has the shortest deadline (15 days) and attracts the highest penalties for non-compliance under Section 122 of the CGST Act. If the new address falls in a different state, you must apply for fresh GST registration in the new state and surrender the old one.
INC-22 vs INC-23: Which Form Do You Need?
INC-22 and INC-23 serve different purposes in the registered office change process. Understanding which form(s) you need prevents filing errors and delays:
Parameter
INC-22
INC-23
Purpose
Notify ROC of address change
Seek Regional Director approval
Filed With
Registrar of Companies
Regional Director
Required For
All types of office change
Inter-ROC and inter-state only
Government Fee
₹200 to ₹5,000 (capital-based slab)
₹5,000 (flat fee)
Filing Deadline
15 to 30 days from resolution
Before INC-22 (for inter-ROC/inter-state)
Professional Certification
qualified professional required
Not required
Key Attachments
Address proof, NOC, photo, resolution
Resolution, newspaper ad, creditor consent
Processing Time
2 to 5 working days
30 to 180 days
Legal Section
Section 12(5)
Section 12(5) / Section 13(4)
Director DSC
Required
Required
Key takeaway: Every registered office change requires INC-22. You need INC-23 only when the move crosses ROC jurisdiction boundaries or state boundaries. For within-city and same-ROC inter-city changes, INC-22 alone is sufficient. When both forms are needed, INC-23 is filed first (for Regional Director approval), and INC-22 is filed after the Regional Director issues the confirmation order.
Why Choose IncorpX for Registered Office Change
IncorpX is trusted by over 4,000 companies across India for registered office address changes. Our team of in-house tax experts and Compliance Professionals assists with every aspect of the MCA filing process:
Starting at ₹2,999: Starting price for within-city changes, competitive compared to the ₹4,299 market average. Government fees at actuals.
3 to 5 Day Processing: Within-city office changes completed in 3 to 5 working days from document submission with priority MCA filing.
In-House Expert Team: Every INC-22 certified by our practicing professionals. Zero rejection rate across 4,000+ filings.
All 4 Scenarios Covered: Tiered packages for within-city (₹2,999), inter-city (₹4,999), inter-ROC (₹7,999+), and inter-state (₹14,999+).
Post-Change Guidance: We guide you through GST amendment, PAN/TAN update, and bank notification after approval.
100% Online Process: Entire filing done on MCA V3 portal. No physical visits. Real-time status tracking.
4.8/5 Google Rating: Verified client reviews from businesses across India. Dedicated manager for each case.
End-to-End Support: From resolution drafting to updated Certificate of Incorporation. You provide the address proof; we assist with the rest.
IncorpX commits to accurate INC-22 and INC-23 filing or we refile at no additional professional cost. Our team includes qualified Tax Professionals and qualified Compliance Professionals who review every form before submission. All government fee data, legal references, and compliance requirements on this page are verified against the MCA V3 portal fee schedule and the Companies Act, 2013 as of June 2026.
Frequently Asked Questions About Registered Office Address Change
Changing the registered office address is one of the most common event-based ROC filings in India. Below are answers to the most frequently asked questions about the registered office change process, INC-22/INC-23 filing, costs, and compliance requirements, sourced from real search queries and our experience handling 4,000+ office changes.
A registered office address is the official address of a company registered with the Registrar of Companies under Section 12 of the Companies Act, 2013. All statutory communications from MCA, ROC, and government authorities are sent to this address. Every company must establish a registered office within 30 days of incorporation and display its name board with CIN, email, and phone number.
Form INC-22 is the MCA-prescribed form to notify the Registrar of Companies about the situation or change of a company's registered office address. It must be filed within 15 days (within-city change) or 30 days (inter-city change) of the board or special resolution. The form requires professional certification and a government fee of ₹200 to ₹5,000 based on authorised capital.
Form INC-23 is required when a company shifts its registered office from one ROC jurisdiction to another within the same state or from one state to another. It is filed with the Regional Director seeking approval for the change. The government fee is ₹5,000. Processing takes 30 to 60 days for inter-ROC and 90 to 180 days for inter-state changes.
For a within-city change, file INC-22 within 15 days of the board resolution under Section 12(5) of the Companies Act, 2013. For an inter-city change within the same state and ROC, file within 30 days of passing the special resolution. Late filing attracts a penalty of ₹1,000 per day of default for the company and every officer in default.
Yes, a residential address can be used as a registered office. The Companies Act, 2013 does not restrict residential premises. You must provide a utility bill (not older than 2 months), an NOC from the owner, and a rent agreement or ownership proof. The company's name board must be displayed at the entrance as required under Section 12(3)(a).
Yes, if the new premises is rented or leased, a No Objection Certificate (NOC) from the landlord is mandatory. The NOC must authorise the company to use the premises as its registered office. For owned premises, a sale deed or property tax receipt serves as proof. This document is attached to Form INC-22 filed with the ROC.
INC-22 is filed with the ROC to notify the change of registered office address; it applies to all types of office changes. INC-23 is filed with the Regional Director for approval when the change involves moving between ROC jurisdictions or between states. INC-22 costs ₹200 to ₹5,000; INC-23 costs a flat ₹5,000. INC-23 is always filed before INC-22 in inter-ROC/inter-state cases.
ROC jurisdiction refers to the geographic area assigned to a specific Registrar of Companies office. Most states have one ROC, but states like Maharashtra have two (ROC Mumbai and ROC Pune). Moving between two ROC jurisdictions within the same state requires Form INC-23 (Regional Director approval) in addition to INC-22, adding 30 to 60 days to the process.
Yes, a virtual office address can serve as a company's registered office if the provider offers a dedicated physical address with mail handling. You need a rent agreement, NOC from the virtual office provider, and a utility bill for the premises. The company name board must still be displayed. Consider using a virtual office address for your company in cities like Mumbai, Delhi, and Bangalore.
Failure to file INC-22 within the prescribed deadline attracts a penalty of ₹1,000 per day for the company and every officer in default under Section 12(8) of the Companies Act, 2013, up to a maximum of ₹1 lakh. Continued non-compliance can lead to the ROC initiating strike-off proceedings under Section 248 for inactive companies.
It depends on the type of change. Within the same city: only a board resolution is needed (no shareholder approval). Inter-city, inter-ROC, or inter-state: a special resolution with 75% shareholder majority at an EGM or AGM is mandatory. The special resolution must be filed with the ROC via Form MGT-14 within 30 days.
Visit www.mca.gov.in and use the "View Company/LLP Master Data" feature. Enter the company's CIN (Corporate Identity Number) or name. The Master Data page displays the current registered office address, ROC jurisdiction, date of last change, and email. After a successful INC-22 filing, the updated address reflects within 2 to 3 working days.
Yes, under Section 12(3)(a) of the Companies Act, 2013, every company must display a name board outside its registered office. The board must show the company name, CIN, registered address, email, phone number, and website (if any). For INC-22 filing, a photograph of the name board with a director and geolocation data is required as an attachment.
The utility bill submitted as address proof for INC-22 must not be older than 2 months from the date of filing. Acceptable proofs include electricity bill, telephone bill, or gas bill in the name of the owner or the company. The bill must clearly show the complete address matching the new registered office being declared.
Step 1: Pass a board resolution (within city) or special resolution (inter-city/state). Step 2: Collect address proof, NOC, and name board photograph. Step 3: File INC-22 on MCA V3 portal with Expert certification and DSC. Step 4: File MGT-14 (if special resolution passed). Step 5: File INC-23 (if inter-ROC/inter-state). Government fee starts at ₹200.
Inter-state change requires: (1) Pass a special resolution with 75% majority. (2) File MGT-14 within 30 days. (3) Publish notice in 2 newspapers (English + vernacular). (4) Obtain creditor consent. (5) File INC-23 with Regional Director (₹5,000 fee). (6) Amend MoA with state-specific stamp duty. (7) File INC-22 with new ROC. Total timeline: 90 to 180 days.
Required documents include: (1) Board resolution or special resolution, (2) utility bill not older than 2 months, (3) NOC from landlord (if rented), (4) rent agreement or ownership proof, (5) photograph of office with name board and director, (6) DSC of authorised director, and (7) qualified professional certificate. For inter-state, also include amended MoA and newspaper notice.
Form MGT-14 is filed with the ROC to register a special resolution. It is required whenever a special resolution is passed for registered office change, meaning all inter-city, inter-ROC, and inter-state changes. File MGT-14 within 30 days of passing the resolution. Government fee ranges from ₹200 to ₹5,000 based on authorised capital.
The board resolution must state: (1) The current registered office address. (2) The new proposed address. (3) Authorisation to a director to file INC-22. (4) Authorisation to sign and execute all related documents. The resolution must be passed at a duly convened board meeting with quorum under Section 174 of the Companies Act, 2013.
A special resolution requires approval of at least 75% of shareholders voting at an EGM or AGM. The notice for the meeting must be sent 21 clear days in advance under Section 101 of the Companies Act, 2013. The resolution must specify the new address and authorise directors to file required forms. File the resolution via MGT-14 within 30 days.
(1) Log in to www.mca.gov.in with Business User credentials. (2) Navigate to MCA Services > Filing > Company Forms. (3) Select INC-22. (4) Enter the new address, attach utility bill, NOC, photograph, and resolution. (5) Get professional certification. (6) Affix director DSC. (7) Pay the fee (₹200 to ₹5,000). (8) Submit and note the SRN for tracking.
INC-22 requires these attachments: (1) Utility bill (not older than 2 months), (2) NOC from landlord/owner, (3) rent agreement or ownership proof, (4) photograph of registered office with name board and a director (with geolocation), (5) board resolution or special resolution copy. File size limits apply on MCA portal. All documents must be in PDF format.
Yes, a GST registration amendment is mandatory after changing the registered office address. File the amendment on the GST portal within 15 days of the change. If the new address falls under a different state, you must apply for fresh GST registration in the new state and surrender the old registration. Failure attracts penalties under Section 122 of the CGST Act.
INC-22 government fee depends on the company's authorised capital: up to ₹1 lakh: ₹200; ₹1 to ₹5 lakh: ₹300; ₹5 to ₹25 lakh: ₹500; ₹25 lakh to ₹1 crore: ₹2,000; ₹1 to ₹10 crore: ₹5,000. Most private limited companies with ₹1 lakh capital pay just ₹200. Fee is paid online during MCA portal filing.
A within-city registered office change costs ₹3,199 to ₹7,999 total. This includes IncorpX professional fee of ₹2,999, government fee of ₹200 to ₹5,000 (based on authorised capital), and DSC charges if renewal is needed. Only INC-22 is required. No MGT-14, INC-23, or newspaper notice costs apply for within-city changes.
An inter-state registered office change costs ₹15,999 to ₹25,999 total. This includes: professional fee, government fees for INC-22 (₹200 to ₹5,000), INC-23 (₹5,000), MGT-14 (₹200 to ₹5,000), newspaper notice (₹3,000 to ₹8,000 for 2 newspapers), and stamp duty on amended MoA (varies by destination state).
The government fee for Form INC-23 is a flat ₹5,000, regardless of the company's authorised capital. INC-23 is filed with the Regional Director when the registered office moves between ROC jurisdictions within the same state or between different states. This fee is in addition to INC-22 and MGT-14 government fees payable to the ROC.
Stamp duty on the amended Memorandum of Association varies by destination state. Common rates: Maharashtra ₹500 to ₹1,000, Karnataka ₹500, Delhi ₹100 to ₹500, Tamil Nadu ₹300 to ₹600. The stamp duty is payable when executing the amended MoA reflecting the new state. Check the destination state's Stamp Act schedule for exact rates.
A Class 3 Digital Signature Certificate for INC-22 filing costs ₹1,500 to ₹2,000 and is valid for 2 years. If the authorised director's existing DSC is still valid and registered on the MCA portal, no new DSC is needed. IncorpX can arrange a new DSC as part of the office change service if required.
Newspaper advertisement is required only for inter-state registered office changes. The cost ranges from ₹3,000 to ₹8,000 for publishing in 2 newspapers (one English daily and one vernacular language daily circulating in the district of the current registered office). This is a mandatory step before filing INC-23 with the Regional Director.
IncorpX's service starting at ₹2,999 includes: (1) Drafting board resolution or special resolution, (2) preparation and filing of INC-22 on MCA portal, (3) Expert certification for INC-22, (4) DSC-based submission, (5) ROC follow-up and approval tracking. For inter-city and inter-state changes, additional packages include MGT-14, INC-23, and newspaper notice coordination.
IncorpX offers tiered packages. The basic within-city package at ₹2,999 does not include MGT-14 (not required for within-city). The inter-city package at ₹4,999 includes both INC-22 and MGT-14 filing. The inter-state package at ₹14,999 to ₹19,999 includes INC-22, MGT-14, INC-23, and newspaper notice coordination. Government fees are charged separately.
Within-city: requires only a board resolution + INC-22 filing; completed in 3 to 5 days; cost starts at ₹3,199. Inter-state: requires special resolution + MGT-14 + INC-23 + INC-22 + MoA amendment + newspaper notice + creditor consent; takes 90 to 180 days; costs ₹15,999 to ₹25,999. Inter-state also requires Regional Director and ROC approval from both states.
A company files INC-22 (and INC-23 for inter-ROC/inter-state) under the Companies Act, 2013. An LLP files Form 15 under the LLP Act, 2008 for any address change. LLPs do not require INC-22, INC-23, MGT-14, or newspaper notices. LLP Form 15 government fee is ₹50 to ₹200. Company procedures are more complex and costlier than LLP.
Regional Director approval via Form INC-23 is required for: (1) Change from one ROC jurisdiction to another within the same state (e.g., ROC Mumbai to ROC Pune), and (2) Change from one state to another (e.g., Delhi to Karnataka). Within-city and same-city/same-ROC changes do not require Regional Director approval.
INC-22 notifies the ROC of the new registered office address. MGT-14 registers the special resolution with the ROC. You need both when the office change requires a special resolution (inter-city, inter-ROC, inter-state). For within-city change (board resolution only), only INC-22 is required and MGT-14 is not needed. MGT-14 deadline is 30 days from the resolution date.
Under Section 12(8) of the Companies Act, 2013, late filing of INC-22 attracts a penalty of ₹1,000 per day for the company and every officer in default. The maximum penalty is capped at ₹1 lakh. The penalty period is calculated from the deadline date (15 or 30 days from the resolution) until the date of actual filing. Filing even 15 days late costs ₹15,000 in penalties alone.
A within-city registered office change takes 3 to 5 working days from document submission. The breakdown: Day 1, pass board resolution and collect address proof, NOC, and name board photograph. Day 2, IncorpX prepares INC-22 with Expert certification. Day 3 to 5, file on MCA V3 portal and receive ROC approval. The MCA Master Data update reflects within 2 to 3 working days of approval.
Yes, OPCs follow the same INC-22 filing process under Section 12 of the Companies Act, 2013. The sole member passes a resolution in writing (no board meeting needed for single-member OPC). All other requirements, including utility bill, NOC, name board photograph, and Expert certification, remain identical. Government fees follow the same authorised capital slab starting at ₹200.
Technically yes, but the ROC may raise objections or delays. If a company has pending annual filings (AOC-4, MGT-7) or other defaults, the ROC can reject INC-22 or issue a show-cause notice. Based on our experience, we recommend clearing all pending compliances before filing INC-22 to avoid rejections. IncorpX offers a compliance health check to identify and resolve defaults first.
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